As filed with the Securities and Exchange Commission on February 19, 2003
Registration No. 333-103299
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO.1
TO
FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
MapInfo Corporation
(Exact Name of Registrant as Specified in Its Charter)
|
Delaware |
|
06-1166630 |
|
(State or Other Jurisdiction of Incorporation or Organization) |
|
(I.R.S. Employer Identification Number) |
|
One Global View, Troy, New York |
|
12180 |
|
(Address of Principal Executive Offices) |
|
(Zip Code) |
1993 EMPLOYEE STOCK PURCHASE PLAN
2002 STOCK INCENTIVE PLAN
(Full Title of the Plan)
William S. Gehrke, Esq.
Hale and Dorr LLP
60 State Street
Boston, Massachusetts 02109
(Name and Address of Agent for Service)
(617) 526-6000
(Telephone Number, Including Area Code, of Agent For Service)
CALCULATION OF REGISTRATION FEE
|
Title of Securities to be Registered |
Amount to be Registered |
Proposed Maximum Offering Price Per Share |
Proposed Maximum Aggregate Offering Price |
Amount of Registration Fee |
|
Common Stock, $0.002 par value per share |
2,100,000 shares |
$ 3.49 (1) |
$7,329,000(1) |
$674.27(2) |
(1) Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as amended, and based upon the average of the high and low prices of the Registrant's Common Stock as reported on the Nasdaq National Market on February 14, 2003.
(2) Previously paid.
EXPLANATORY NOTE: This amendment is being filed solely to add a signature to Exhibit 23.2-Consent of Independent Accountants of the Form S-8 to which this amendment relates, which was inadvertently omitted from the original S-8 filing.
The Exhibit Index immediately preceding the exhibits is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this amendment to registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Troy, New York, on this 19th day of February, 2003.
MapInfo Corporation
By: /s/ D. Joseph Gersuk
D. Joseph Gersuk
Executive Vice President, Treasurer and Chief Financial Officer (Principal Financial and Accounting Officer)
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
|
Signature |
Title |
Date |
|
/s/ Mark P. Cattini* |
President, Chief Executive Officer and Director |
February 19, 2003 |
|
/s/ D. Joseph Gersuk* |
Executive Vice President, Treasurer and Chief Financial Officer |
February 19, 2003 |
|
/s/ John C. Cavalier* |
Chairman, Board of Directors |
February 19, 2003 |
|
/s/ George C. McNamee* |
Director |
February 19, 2003 |
|
/s/ Joni Kahn* |
Director |
February 19, 2003 |
|
/s/ Quinn H. Tran* |
Director |
February 19, 2003 |
|
/s/ Robert P. Schechter* |
Director |
February 19, 2003 |
*By: /s/ April Fredlund
April Fredlund
Attorney-in-Fact.
INDEX TO EXHIBITS
|
Number |
Description |
|
4.1(1) |
Certificate of Incorporation of the Registrant |
|
4.1A(1) |
Certificate of Amendment of Certificate of Incorporation |
|
4.2(1) |
By-Laws of the Registrant |
|
5(2) |
Opinion of Hale and Dorr LLP, counsel to the Registrant |
|
23.1(2) |
Consent of Hale and Dorr LLP |
|
23.2 |
Consent of PricewaterhouseCoopers LLP |
|
24(2) |
Power of attorney |
____________
(1) Previously filed with the Securities and Exchange Commission as an Exhibit to the Registrant's Annual Report on Form 10-K for the fiscal year ended September 30, 2002 and incorporated herein by reference.
(2) Previously filed as an Exhibit to the Registrant's Form S-8 filed with the Securities and Exchange Commission on February 19, 2003 and incorporated herein by reference.